Ravencroft Hallow
by BitterSweetTeller
Summary: In this sequel to Kraven's Island, Spider-man finds all of New York plunged into a nightmare realm beyond his worst nightmare. But, he has to face it all to save the world...or lose himself trying. Also a Spectacular Spider-man parody of the first Silent Hill game. Rated K Plus for suggestive content, comic references, drama, at least some humor, and at least some action.


Ravencroft Hallow: A Spectacular Spider-Man Fanfiction

Side Notes: If you haven't read my Spectacular Spider-Man fanfiction Kraven's Island, please do before reading this fanfiction. It follows up on it.

If you haven't seen or read up to season 2 of the Spectacular Spider-Man animated series, please do before reading this fanfiction. It'll make more sense this way, since this is also a follow up to some things from Season 2. For reading about the Spectacular Spider-Man animated series, you can find information about it on one or more wikis.

You can find and look into the comic references. But, reading them isn't required.

In the not too distant future of the Spectacular Spider-Man…

A apartment complex in yellow plaster concrete walls on the far side of Manhattan, New York stands before the yellowish sunset.

On the rooftop is the slightly short but very shady scientist Miles Warren…now all disgustingly green, slimy, and in a Jackal green jumpsuit and gloves that fit all too well.

He's got a hot air balloon in a stadium light bulb motif: Ready to fly away.

But, what Spider-man has got…is fighting his spitting image off the side of the apartment. Or, rather…his angry clone believing he can't be the clone.

Both got web shooters, and plenty of punches. Spider-man is getting much weaker though. His webbing proved ineffective against his clone…and a lot of easy punches left him coughing hard already. Unconsciousness can't be far behind.

After Harry and Gwen were reported to have lost their lives and Norman Osborn supposedly just left, the Jackal madly turned to plotting revenge on Spider-man.

The Jackal looks around nervously, "where is she? She should have been here!"

In the midst of the fighting… Spider-man sarcastically remarks, "hate to break it to you, walking talking island moss man. But, your whole revenge deal? Yeah. Agent Venom saw through it easy. And, your RNA afterschool favorite is spilling plenty."

He swing kicks his clone through a window all the while, sending him crashing through a splitting apart metal table.

The Jackal mutters under his reeking breath, "damn S.H.I.E.L.D. agents!"

He starts rigging a cartoony dynamite bomb with Spider-man's face on it.

The clone struggles back up.

As he walks on over to the window… He figures, "oh. Slight chuckle. Now I know you can't be 100 percent me. Venom would be the wrecking ball to S.H.I.E.L.D's all Vulcan club. They're not that…desperate."

He then realizes Spider-man has just web swung up to the roof.

He calls out, "hey! Get back here. We're not done yet."

He web swings himself out the window, wall climbing his way up above.

Up on the rooftop, the Jackal is running for his hot air balloon.

Spider-man though web swings himself up and over it, shooting web balls down to get him to stumble over. He drops the ticking bomb, counting from twenty seconds.

Running on instinct, the Jackal reaches for it anyway.

But, Spider-man kicks it off the roof and comes back around. He goes, "oh, no you don't. You're not getting off and making a Clone Saga on my watch."

The explosion goes off into the sunset…as he kicks the Jackal into the roof.

It collapses under him in dust and rubble.

But, even as he falls unconscious, he's mostly breathing normally.

Spider-man nearly stumbles over himself as he lowers himself down from the hot air balloon…breathing hard and coughing something fierce.

The clone steps onto the roof, going like he's putting on boxing gloves.

He wonders, "all right: Where were we?"

Desperate to save them both… Spider-man faintly sighs, "ok, ok. Hard cough! Agent Venom, right? Two words: Flash and press."

In a lot of mixed senses…the clone suddenly realizes, "ouch. I really have been born out of a tube then."

Hunched over… Spider-man adds, "maybe. But, I've fairly recently started to get out of my funk, met a amazing roommate over in Queens, and we're kind of starting to go out." The clone adds, "cool. Maybe I should get you to a hospital though."

Clutching his side… Spider-man agrees half jokingly, "yeah: Fighting yourself kind of does that." The clone catches his fall.

He apologizes, "sorry, other me."

Spider-man's vision is spinning all around. He insists weakly, "it's ok. You…hard cough…get me to a hospital…and we'll call it even. What should I call you though?"

The clone starts to take off on a web line: Heading deeper into the city, carrying Spider-man over his shoulder.

He thinks out loud, "hmm. Not a bad idea. I'm thinking maybe Benjamin Edison or Ben Reilly. Peter? Peter?"

To the clone's mixed annoyance…Spider-man is already unconscious.

Not long after, in a hospital room…

He comes to, finding himself on a hospital bed covered by a green screen.

He expected to see Captain Stacy first thing. But…it looks like the mask has come off without his noticing. And, that's rarely ever a good sign.

Caryn's in a nurse uniform in all light pink. And, she just happened to be one of the volunteers around when Peter Parker's unconscious body came.

She's holding the mask in a playful manner. But, the smile on her face quickly evaporates at seeing how mad Peter looks.

Peter whispers harshly, "Caryn! That's so not cool. Secret identity much?"

Caryn whispers in realization, "ohh. Sorry, Peter."

She hands him back his mask without so much as a tremble.

Several ice packs and bandages are under his costume, looking a little bulky.

Now with the mask back on… Spider-man says, "thank you. So, just out of curiosity…how did you know?"

Caryn chuckles softly, "oh, Peter: I'd know your awkward endearin' voice anywhere."

Spider-man is blushing under the mask. He figures awkwardly, "umm…thanks?"

Caryn suggests playfully, "we could be a lot more than awkward."

She leans in more. But, Spider-man shifts a bit.

He points out reluctantly, "sorry. But, the last thing I want is to get caught lip locking with my mask off." Caryn faintly sighs, "oh yeah. But, don't be. It just oughta take some getting used to is all."

Spider-man checks uncertainly, "so…we're ok?"

Caryn comments, "my Rottweiler is the only Marine dog in the country, and my mother likes metal and thinks she was a pirate in a past life. I know weird. But, I love it."

She starts realizing that she should probably be a nurse and double check his condition. She's getting on white rubber gloves first.

Spider-man comments offhandedly, "take that, Parker luck."

Caryn curiously wonders, "what?" Spider-man insists casually, "nothing."

Two months later…

Peter is driving down the city in Caryn's purple jeep: Going in speed bursts around corners, past cars honking at him. Yet, his spider-sense keeps him from crashing.

He has a test tube themed T-shirt over the color blue. The seats are padded black.

Caryn's mostly brown and black Rottweiler is in the back: Quietly staring about, alert for anything. Oddly enough, his name is Barker.

Peter checks, "you ok back there?"

Barker just rolls his eyes before going back to staring out the windshield.

Peter sighs annoyedly, "right. Trick question."

He passes a green sign on the highway that says "Ravencroft, 5 Miles".

He's coming to pick up Caryn from her internship there as activities coordinator.

As he gets off the highway though…his Spider-sense goes off like a sonic scream.

Peter doesn't know why at first. But, in seconds… He sees a nine year old kid with medium black hair in the middle of the road.

He swerves off to avoid him, and tries to stay on the road.

But…the jeep hits the curb and goes over the side.

Peter is left knocked out on the dash. And, police sirens echo like crazy.

A indeterminable amount of time after…

Peter wakes up with a groan.

He lifts his arm to try to climb out…only to realize he's in his costume. Only, it's in a darker shade. And, with a silver metal arm lifting up too.

He gasps, "what…is all of this? And, why am I feeling like a Iron Man rip-off?"

To his mixed relief, he find it easy to move upright with three spider-like cybernetic silver arms. They have built-in gold lensed cameras.

But, even through them…Barker is nowhere to be seen. Nor, any cops.

He tries to climb out with wall crawling…only for nothing to happen.

Spider-man just shakes his head, annoyedly and very nervously.

He climbs out with his new cybernetic arms…finding the jeep has turned into a Spider-Mobile: With very eco-friendly parts and a red and blue Spider-man theme.

He faintly smiles, "hmm. Would be a shame to leave this nice buggy out here."

The smile quickly fades though. For, he realizes, "only…where the hell is here?"

The streets are gone. The cars are gone.

Black and red symbiote goo ripples through holy cross covered floorboards.

Screams and weeps echo like a badly done amphed up children's choir. Obsidian statues of symbiote covered people stand scattered and open mouthed.

Trees swarming in symbiotes tower over it all…into pitch black.

Before much more can be said… The goo starts rippling toward Spider-man.

He wastes no time setting the Spider-Mobile back up with his cybernetic arms.

And, he hurriedly climbs in and straps himself in.

Very shaken sounding, he figures, "well…here's hoping I can just outrun that whole Dark Matters episode."

He starts the engines. The Spider-Mobile lights up with Spider signal headlights, bending distortedly under the pitch blackness above.

It starts off…roaring through the black tentacles of goo coming up to try to grab it.

He soon finds himself surrounded.

Though…in relief…he finds the dash: With a transparent compartment stocked with a endless supply of webs and a matching wire filled joystick to target with.

Slightly amused, he comments, "huh. I'm smarter than myself now. How do you like me now, symbiotes? How do you like me now?!"

He fires thirty rounds of webs...ensnaring a bunch of tentacles to part the way.

They break free. But, he takes the Spider-Mobile speeding down the corner before they can catch up to him.

He thinks to himself, "ok, Parker: Think. Where would be a good place to figure out what…is up?"

He then sees the kid again: Tracing out some black web lines out of the goo…completely unaware of what it really is.

Spider-man mutters under his breath, "really? Really now?!"

He drives straight through a glass window display, and keeps driving after the kid.

He gets ready with some webbing from his wrist web shooters.

He calls out, "hey, kid! Didn't your mother tell you not to play in the street?"

Teary eyed, the kid says, "she left. Help him. Please."

Spider-man web slingshots himself out of the Spider-Mobile, heading for him.

It goes on without him, splashing through a big wad of goo.

As he web swings onward… He calls back, "sorry! But…help who?"

The kid faintly echoes, "help my fa…ther… Ahh!"

The goo starts to swarm around him…transforming into obsidian before his shaken panicked expression.

Spider-man cries out, "no!"

He tries to make it in time.

But, he lands there…just as the kid turns into a open mouthed statue like the rest.

He hears flashes and echoes of Gwen, Harry, Liz, John Jameson, Mark Allan, and Eddie Brock's voices calling out from the black…practically screaming at him. They shout over and over, "why couldn't you save us? Why couldn't you save us, Peter?!"

Teary eyed under his mask… Spider-man runs off confused and angrily.

He soon catches up with the Spider-Mobile. Except…it's crashed into the Oscorp building: Unexplainably there in the middle of nowhere.

Spider-man sighs to himself, "great. Something else for the expense account…and Gwen and Harry are… Wait. They're in France. Right? Unless…I'm in France. Or…"

Suddenly…a electrified blast hits him.

He goes crashing into the elevator. The lights go out.

Spider-man dizzily tries to get up in the black: Seeing a guy in a scorpion battlesuit in classic green…and with a electrically charging tip on its tail.

In flashes, coming up to him like webbed up news…

Desperate to prove Spider-man is Peter Parker(even after Eddie Brock was sent to Ravencroft)… Mac Gargan turned to Norman Osborn's supervillain program voluntarily.

A pic shows the devilishly grinning reporter guy in kind of tall black hair bulking up in the chamber…with his mostly gray camera just outside.

After that… It didn't take much to set Scorpion on Spider-man…after Norman Osborn got himself a early release with the Gobulin Green as his bailout. The creep.

On a black old fashioned tape recorder… A recording of Norman Osborn plays, "it doesn't matter what you think his identity is. Venom had the right idea: It just needs a jolt of electricity to do the job." With his high toned but sleazy voice…Mac Gargan voices, "all right. But, I need a mask. I got a identity of my own to protect, you know."

Norman says, "I figured as such. My people are working on the finishing touches for a battlesuit as we speak." Mac Gargan offhandedly laughs, "then count me in."

A pic shows of Scorpion swinging his tail into a stunned Spider-man right through a apartment building. The next pic though shows Spider-man having led him to the docks…and left him stunned on the edge by getting him to short circuit his own tail.

But then…fate played a fitting cruel hand on him.

Thanks to Peter Parker's pictures of Scorpion and Mac Gargan linking the two…Spider-man and J. Jonah Jameson drove Scorpion mad.

A few pics fly by with the news headline "Mad Reporter Stung By His Own Tail".

If he ever returned…he'd certainly have a grudge against the two for ruining his life. But, with Spider-man swinging around…that's sure not going to happen.

-a opinion piece submitted for your approval by Sergeant Stan Carter

Presently…

With a groan, Spider-man realizes, "Scorp. Hard cough!" He remarks, "mind…if we take this somewhere where you don't destroy your best man's crib?"

Almost gruff sounding…Scorpion mutters, "always the little annoying webhead. Now stay down like a good little kid, Parker…and let me finish it."

Spider-man faintly laughs, "you really don't know me at all, do you? I may have been called many things. But, I'm not a overgrown kid like you, Mac."

Scorpion shouts, "enough!"

In the black…Venom's face suddenly appears: Laughing all around in a twisted funhouse of sorts. He remarks, "we agree. Allow us to help shut him up."

Spider-man is getting up…only for Venom's symbiote tentacles to wrap around him like a grease colored mummy. He mumbles fiercely under the tentacles.

Flashes go by of Spider-man's short but intense time as the black suited Spider-man, of the creation of Venom when he tried to destroy the symbiote…and the destruction and terror that Venom struck out upon Spider-man and his very identity.

Scorpion comments cruelly, "tempting. But, what good is finishing him all wrapped up like a Christmas tree?" Venom argues intensely, "cause it's the only way to finish him, you overeager little green man! Give him even some room, and he takes off."

Scorpion figures, "we're in your city, moron! What room? Besides, he and J. Jonah ruined my life. I should finish him: Not you!" Venom mutters back, "get in line, Mac. You'll have your turn to beat him up. But, we were here first."

All the while…Spider-man is thinking, "wow. Slight chuckle. Maybe I should just sit back and let these supercharged tempered children go after each other instead of me. But, then again…where is here? And, how do I know this isn't all just the symbiote playing mind games somehow after years of being able to reform itself back to full?"

He then thinks of something else.

He presses down the tips of his cybernetic arms hard against the tentacles…making Venom shriek in pain and retract them.

He tumbles out of the way of more tentacles, landing on his feet.

With a slight chuckle… Spider-man taunts, "in your own city, and you're still too slow for dodgeball! Oh yeah. And, what kind of name is named after a sloppy joe?"

Scorpion angrily swings his electro-mechanical tail into Spider-man…denting the elevator and sending off more tentacles. Venom shrieks.

Venom then screams, "you idiot! You're destroying us and our precious city!"

Scorpion sighs irritatedly, "wouldn't have to if you were much help."

Venom orders, "just go get him!"

Even whilst coughing hard and losing consciousness…Spider-man is using his cybernetic arms to tightly crawl out through one of the dents.

Scorpion charges right for him…with both of them throwing punches while plummeting down a seemingly endless elevator shaft.

Spider-man shields himself with two of his cybernetic arms to block his punch. And, he slams them forward while punching him off his third cybernetic arm.

A dazed Scorpion goes flying into the side of the shaft…vanishing in the black.

Spider-man calls back, "sorry! But, something tells me you're not really finished."

He finds himself almost at the spiked bottom.

But, he uses his webbing to slingshot himself off for the elevator.

Unfortunately…the elevator itself starts having a laughing Venom face.

He taunts, "very astute, Peter Parker. But, in here…your physics are nothing to us! All that matters is that we're your destruction! Say good night, Parker!"

The elevator charges down for Spider-man...sparking off at high speed.

He struggles to stay awake and hold off the elevator with all the cybernetic arms and webbing he's got. He grimly realizes full well they're lifelines without his powers.

He keeps making webs to cushion the elevator. But, it's not slowing much.

He groans hard as the spikes dizzily come for him. But, he persists.

He realizes in his thoughts, "huh. In here…it's not just that Spider-Mobile that has unlimited webbing. Or, I'd be fresh out of… Well, everything. Time to…really test it."

He grabs on to all the webs around him…cybernetic arms and all.

And, he rapidly fires more webs all around him: From under and above.

His suit tears all over. He's sweating in dizziness.

But…he collapses down between two blankets of webbing.

Most of it tears. But, there sure is still plenty to hold off the now faceless elevator.

Spider-man lands between the spikes…falling unconscious on the cold floor.

Some time later…

Spider-man comes to: Finding himself in a room in Ravencroft, and on a stretcher.

A heart monitor and hints of suction cupped wires is barely made out to the right.

With her black kind of short hair… Dr. Kafka checks uneasily, "you ok?"

A faint greenish glow shrouds the place top to bottom. A TV set on wheels is near.

A full moon is seen outside a barred off big hole in the wall…before a starless sky.

Spider-man tries to sit up. But, Dr. Kafka gently sets him back down. She insists, "easy! You were knocked out cold and looked like hell. Please get some rest."

Spider-man groans, feeling some moderate back pain.

He says, "as much as I'd like to just rest, doc…I got a city to save. And, these cybernetic arms can carry my weight around just fine."

Dr. Kafka sighs sadly, "we know. But…it's more complicated than that."

Spider-man asks nervously, "then mind telling me what the hell is going on?"

Dr. Kafka figures admittedly, "maybe I have a little problem with vigilantism. But, with not much other options left…" Spider-man impatiently says, "yes?"

Dr. Kafka reveals, "yes. Heavy sigh. I'll tell you. We don't know much of what's happening either. We mostly just know that a criminal has taken over the city with very high mental powers: A man in a gold helmet that's calling himself Mister Alchemax."

Spider-man mutters, "great. Another villain. So…who…?"

He then sees a man beast like being silvery blue like the side of the moon. He's got a wolf head, red eyes, wolf like claws, and mostly human legs and arms. Yet, he's in a dark blue formal uniform: With a shiny ruby gemstone neck plate and matching cuffs.

The Man-Wolf wonders, "how are you, Spider-man?"

With a weird feel of things, Spider-man figures, "could be a little better. But…thanks. Wait. How do you…?"

The Man-Wolf introduces, "ohh. Sorry. I'm John: John Jameson."

Spider-man goes, "wow. You got that power you wanted, and then some."

Man-Wolf figures, "yeah. Not sure how exactly. I just woke up like this. Still… Whatever is going on, it's goodbye spores. Hello, ladi… I mean youngish high school charm." He quickly changed his tune after just remembering Dr. Kafka is there.

Dr. Kafka just slightly chuckles, "it's ok. You can get it out of your system."

Man-Wolf blushes a bit. But, he tries not to let on.

Spider-man butts in, "speaking of out of our systems…what about Venom?"

Man-Wolf recalls, "yeah. He was trapped pretty good. But, we pulled him out."

Spider-man sits up, exclaiming hotly, "you did what?!"

Dr. Kafka is about to tell him to lie down. But, she thinks better of it here.

Man-Wolf tries to argue, "he may have done some questionable things. But…"

Spider-man shoots back, "try vile. He almost finished off the lives of the ones I care about, turned the entire city against me, and tried to unmask me in front of hundreds! And, you know what? Even when he sunk into a funk when what little left of the symbiote left, I tried to let him down easy to let go of the hate. Guess what? Nothing changed. Zilch. Zero change! Bringing Venom along is just asking for it."

Man-Wolf admits, "ok. Maybe you're right." Spider-man adds, "thank you."

Man-Wolf puts out there firmly, "but he doesn't like Mister Alchemax either."

Spider-man sighs heavily, "ok. And, just who is this Alchemax guy anyway?"

Man-Wolf concludes, "we don't know. All we know is that someone was recently brought into Ravencroft. But, with his apparent mind powers…we don't know for sure."

Spider-man concludes, "wait. You let that guy just walk right in?!"

Dr. Kafka explains uneasily, "no. We just thought he lost it. We weren't informed well enough to know: Likely for the same reason we still don't know much about him."

Spider-man realizes, "his powers?" Dr. Kafka solemnly nods, "we believe so."

Spider-man comes to conclude, "that powerful, huh? Well… I'd like to still go on record as saying that this is a bad idea. But, we'll try it your way." Man-Wolf faintly smiles bittersweetly, "good enough. We leave as soon as you're ready."

Spider-man insists stubbornly, "part of the superhero job is to always be ready."

Dr. Kafka tries to argue, "but, you're not…!"

Spider-man faintly chuckles, "amazing what some restored hope can do in here."

He shows that his moderate condition is well and good now…much to Dr. Kafka's slight embarrassment and major confusion. Man-Wolf slightly smiles.

Man-Wolf says, "all right. Let's go." Spider-man adds, "right behind you."

He and Spider-man start off for the hole in the wall…with Venom following suit.

Not long after…

Spider-man is back in his Spider-Mobile: Driving into the red symbiote side of town with Man-Wolf and Venom in the back.

The trees have been chopped down into burning wreckages and smashing TVs.

The red symbiote covered people are running all mad, rolling dripping semi-liquid red tape on paint rollers all over the apartments…and each other. The horrifyingly painful sound of DJ scratch artist turntables ripping itself apart rips through the streets.

And, in the midst of it all… A distinctly familiar red symbiote suited guy is standing on a fallen You labeled box, on top of a broken painted red Tube labeled box.

With arms wide in red symbiote tentacles… He calls forth in his crazed laughter, "spread the word! Finish all you will! Finish all you will! Burn all sense! Burn all sense!"

Eager to get this over with, Spider-man checks, "are we there yet?"

Venom figures with contempt, "almost. He's fallen back from here to the Vault."

Spider-man keeps driving.

He reasons grimly, "and the docks aren't far off. So, what about this crazed figurehead who loves red tape more than a little too much?" Very annoyed sounding, Venom suggests, "he has a symbiote. I have a symbiote. Do the math, webhead."

Spider-man sighs frustratedly, "you know what? Fine! I'll gladly drop you off. But, only if Man-Wolf there goes with you."

Man-Wolf faintly chuckles, "sounds good. Not a bad superhero name either."

Faintly amused, Spider-man adds, "thanks."

He pulls over a few miles away from the red symbiote suited guy on his soapbox.

Venom begrudgingly mutters, "fine. But, next time…I'm coming after you."

Spider-man shoots back, "knew that was coming. But, I expected…I don't know…less obvious venom to it. Who writes your lines? Donald Trump?"

Venom coldly voices, "one of these days, I'm going to trump kick your sorrowful butt out of town. And, then we'll see who's laughing." Man-Wolf urges, "come on."

Spider-man drives off, leaving Venom and Man-Wolf to charge through the mob of red symbiote covered people. With them preoccupied, Spider-man drives on easily.

He chuckles to himself, "ok. That was kind of clever."

At the docks… He sees the Vault: Done up like a haunted house, and with gold medieval helmets on statues of Peter's loved ones with self activating lasers for eyes.

He states, "o…k. I'm officially scared now." He's thinking to himself, "who could know so much about me to go to all this trouble…yet I don't know anything about him? Sigh. Well, Parker…guess there's only one way to find out."

Spider-man tries to drive in with the Spider-Mobile. But, the lasers fry it.

He side jump tumbles out in time. But, the buggy is now a pile of bubbling ash.

Sounding very nervous, he figures, "yeah. So much for that plan."

He runs in anyway…into the Vault.

Meanwhile…

The red symbiote suited guy shouts out, "who dares defy Carnage?!"

Carnage grabs the nearest red tape…absorbing it into himself.

And, as Venom and Man-Wolf charge right for him… Ribbons of symbiote crawling strands over red tape solidify enough for Carnage to tear through piles of debris.

With not much red symbiote covered people in the way… The flying red marked debris knocks both Venom and Man-Wolf into coming down piles of TVs and attic roofs.

Man-Wolf struggles to dig his way out, with the debris just coming down more so.

Venom though shoots enough web balls to wreck his way out.

He's walking right up to Carnage, getting more than a little angry.

Carnage just laughs crazily, "ohh. Eddie Brock. Sorry about knocking you around. You start painting the town red long enough, and all you see is red and gray."

Venom looks stunned, "you…know Eddie?"

Using his own shock against him…Carnage seizes the moment and puts him in a choking hold: With strands of red symbiote broken through the black symbiote.

Twistedly sadly, Carnage goes on, "I was Cletus Kasady for a while. But, after years of being stuck with not even a break in from the Big Man… I've hit on the truth."

Through Cletus's eyes behind the symbiote… He recalls his time in Ravencroft: With a ever-changing collection of metal and rock, and growing agitation day by day with Dr. Kafka's staff. That is…until he recently found this baby red symbiote on the floor. And, with several screams off camera…he broke out.

Presently… With unconsciousness so near… Venom dares to ask, "what…truth?"

Carnage whispers, "there is no real order: Only chaos and finishes."

He releases Venom, only to punch him out.

Darkly solemn, Carnage voices, "sorry, Eddie. I admired your work on the spider guy. But, I got a city of chaos to think about. And, all you really care about is finishing him. So, I figured it'd just be easier to get it all off your hands."

In the Vault, in the black of night…

Hall after hall of pitch black stretches on.

Laughing Green Goblin and Venom signal lights flicker over and over.

The sounds of harsh tinkering and grinding metal ruptures all the calm.

And, as Spider-man walks on…he hears a scream: A distorted echoed scream.

He calls out, "where are you? Where are you?!"

He breathes heavily, feeling like hell.

And, as he pauses…he finds himself shakily thinking back to something hellish.

Ten months earlier, on the night of graduation from Midtown High…

Out in the courtyard… Peter stood with his back to the water fountain: In his very dark green graduation robes. And, Mary Jane was there: Also in graduation robes.

Teary eyed…Peter muttered, "it's all my fault. If I saw sooner that Harry was going back to the Gobulin Green, he and Gwen wouldn't have lost their lives!"

Mary Jane tried to reach out to him, with a sympathetic hand like she so often has done. But, this time…it just felt all the more worse.

Mary Jane tried to say, "don't be so hard on yourself. It's not like you're…"

Peter couldn't take it anymore. He ran off.

Mary Jane tried to catch up, calling out to him. But, he was too fast.

As she caught her breath on the sidewalk though…she saw Spider-man swinging into the night: Right over a metal fence near where Peter vanished.

Suddenly teary eyed…Mary Jane came to finally realize, "Spider-man."

Into the night… Spider-man was teary eyed himself.

And, under that mask… He thought to himself, "from now on…no one else gets hurt because of me. No friends, no girlfriend: Just me and Spider-man."

Presently, in a relative sense of the word anyway…

Wiping away some teariness… Spider-man goes on…opening a metal door.

He finds himself in a stone cold basement.

Trying to keep calm, he says, "it's ok! I'm going to get you…out of…"

Through his cybernetic arms though…he then realizes it's just a life sized doll of Black Cat: Strapped with dynamite and a voice box.

The doll explodes, lighting the whole place up in smoke.

He web swings through the crumpling wall…only to crash through a window.

He groans hard on the wood floor…his costume in ribbons and his vision blurred.

He slowly gets up…finding himself in a very dim living space.

A very familiar long gray haired woman in a red and white nurse outfit sits to the left of a unconscious very dark brown medium haired man. He's under a white bed sheet.

Flashes of Uncle Ben being lost and Black Cat leaving the Vault run their course.

Spider-man voices shakily, "I don't understand."

Felicia faintly laughs, "what else is new, little spider?"

With a deep sigh… Spider-man solemnly says, "we both made some mistakes. But, it's better if I explain later: We got to get out of here before the place comes down!"

Felicia realizes he's serious…and it doesn't hurt like she thought it could.

With a mixed feel of things…Felicia admits, "better late than never. It already has. But, I had help."

Meanwhile…

Man-Wolf calls down, "heads up!"

Carnage looks up…seeing Man-Wolf jumping off a pile of TVs at him.

He crazily shouts, "don't mind if I do!"

Carnage morphs his symbiote arm into a tennis racket, slamming it into Man-Wolf.

He crashes into a smashing down storefront. But, he just slightly groans.

Carnage mutters frustratedly, "a hardhead in every crowd. But, whoever you are, it doesn't matter: I'm still going to finish you!"

He shoots out symbiote spikes into Man-Wolf…now coughing hard as he stands.

He holds onto the window frame, struggling to stay awake and breathe.

A devilishly grinning Carnage marches over…about to finish it.

Then though…Man-Wolf remarks under his breath, "oh…hard cough…I don't know. Between a rock and a hard place…"

He swing kicks himself into Carnage, making him let go as he crouch lands there.

Man-Wolf finishes, "…I'm going to go with hardheaded action hero action."

With a sharp groan, he rips off his fluctuating neck plate to slice it through the wave of incoming symbiote tentacles.

But, instead…it unleashes a ghostly being: Of a wolf like being in green leather like armor and yellow bands from an Other-Realm.

Carnage's symbiote shrieks away before a ghostly torch held by the ghostly being…and the rest of him flees in terror.

Man-Wolf faintly sighs in relief, "so that's what's in it."

In a whispery way…the ghostly being says offhandedly, "you're welcome."

Meanwhile…

Spider-man leads on, "let's talk present. How could you? How could you finish off the lives of those…?!"

Teary eyed, Felicia temperamentally says, "calm down already! Mister Alchemax made sure to get everyone out so I could free my father. But, he's very weak. And, as much as I might hate to say it…I need you. I need your help to save the city from his living nightmare that's calling himself Fusion."

Spider-man then thinks back to the kid's words: Save my father. And suddenly…everything begins to make sense. One consciousness, a father willing to risk his life for a father he barely even knows. Another…his living ego with mind powers.

Felicia mutters bitterly, "yeah. I know. Why stop at one "psycho" when…?"

Spider-man insists, "no. I'll help. Just…trying to wrap my head around it all."

Solemnly, Felicia faintly sighs, "same here."

With his cybernetic arms…Spider-man then senses something amiss.

Felicia looks uneasily at him, "what is it?"

Spider-man faintly chuckles, "not what."

He webs up the old fashioned lamp by the couch…trapping a yellow symbiote with a gold medieval helmet like shaped head. It screams and screams. But, it doesn't get out.

Felicia gasps uneasily. She says confidently, "not that I mind a good scare now and then. But…something about that "thing" makes me feel like hissing."

Spider-man reflects, "not exactly the words I'd choose. But…close enough."

Already not liking this, Felicia wonders, "one of those things affected you?"

Spider-man gulps uneasily, "another of my many mistakes. Here's hoping this isn't my last. But…without a gene cleanser…I'm out of options."

He walks over to the lamp…taking off his mask before it.

He scoops up the screaming symbiote into his mask…and goes to put it on.

Felicia is practically shouting, "what do you think you're doing?!"

Spider-man states shakily, "getting to the truth: Even if it kills me."

In faint echoes… Felicia cries out, "don't be stupid, Spider-man! I won't…!"

And…as if time itself just froze…Spider-man puts on the mask.

In a whirl of noir stylized echoes of the real…

Baby symbiotes come crawling up from the sewers: In black, red, and all sorts of other mutated colors. One finds Cletus. One finds a man looking like Mister Alchemax.

Spider-man voices over, "guilt is hard to face. I've lived with it longer than anyone else I know. But, it's made me stronger: Helped me be a better man. And, that was your mistake. Your subconscious state hoped to destroy me with powers you never knew you had, and it attracted a symbiote all too willing to help. But, even in the ghosts of my guilty conscience…I know now there is hope for some of them yet. Because, one man seemed beyond hope. And, he's found hope again. His name is John Jameson."

Flashes of Mister Alchemax in a red and blue spidery office show…only for it all to fade over to him in a average house with a mostly brown work desk and plenty of technology designs on the table. And, with shadows of a medium black haired wife and the kid from earlier at the TV set in the other room.

His wife storms out after a heated argument with the man: A man named Wayne Markley…who couldn't even acknowledge his son's name or his own wife's name.

Then, his son, completely pushed to the side by his own father…turns to imitating his favorite superhero to try to escape his father's sorely misguided perception power.

His webbing like rope broke…with him falling from the city clock tower.

Yet, a Scarlet Spider came to save him: Leaving him with only a broken arm.

He's in a Spider-man costume, with its lower half in mostly blue over red splotches. And, his name…is Ben Reilly.

When Wayne saw the state of his son…his own powers led him to believe he had lost his life trying to imitate Spider-man. He almost tore through the whole hospital looking for Spider-man. And, so…it wasn't long before he ended up in Ravencroft.

The yellow symbiote screams as Spider-man's hands web up the symbiote…and web slings it hard for a mostly silvery gray rimmed portal labeled Alchemax.

The portal starts burning up…and hundreds of symbiotes start retreating in a hurry.

But, a silvery symbiote left a ruby gem behind…and it's Man-Wolf's Godstone.

And, as soon as it has come… The living nightmare finally fades away.

Physically and presently…

Spider-man finds himself on the balcony of a mostly silvery business tower: A very much wrecked business tower.

Traces of red to black symbiote goo are everywhere.

The COM half of a big black sign up top is scattered over a torn apart city block. Yet, the other half remains. It's a AE, with a blue to green line in the middle of the E.

And, rings of security cameras from floor to floor are hauntingly undisturbed.

Spider-man checks, "so…I'm all here? Two arms, two legs? Great."

His classic costume is torn up all over: Even a good upper half of his mask.

But, he doesn't care. All that matters now is he's back, and the world is saved.

There may be miles and miles of unconscious people in torn up clothes and not so great condition. Some are even webbed up easy in parks across state. But, millions are breathing normally. And, thanks to resurfacing police officers, paramedics have finally gotten a way cleared to tend to most of the unconscious.

Meanwhile… Many blocks away… A S.H.I.E.L.D. extraction team via Helicarrier is taking Carnage and Venom's unconscious bodies to a high security facility called the Raft. They're also taking up John Jameson and Dr. Kafka for further questioning.

Spider-man then quickly realizes he's not alone.

In her black costume and mask…Black Cat goes, "hmm…"

Spider-man wonders kind of nervously, "what? What did I do now?"

Black Cat faintly chuckles admittedly, "a lot. You sure showed a lot more compassion that I thought you could. And… Well… Maybe you have changed. But…"

Spider-man asks, "but…?"

Finding it hard to look straight at him… Black Cat solemnly sighs, "but I need to get out of the city: To think about…a lot of things."

Spider-man faintly nods, "oh. I see."

Black Cat lowly admits, "I may even stop by: To hear you out. Just not now."

Spider-man very faintly smiles, "it's ok. Certainly a lot more than I expected. But…sure." Black Cat firmly nods politely, "thank you."

She runs off before Spider-man can say anything…down on a zip-line away.

And for a time…he stands there in stunned silence.

Not very long after…

Spider-man makes his way back around for Ravencroft: Only to find…it's been totaled completely by symbiotes.

He cries out, "oh, god. No: Not again! Please not again."

Tears threaten to pour out as he clears the wreckage in front of him.

But, just as he walks into the torn up place…he hears someone call out to him.

She calls out kind of uneasy, "Peter?! Come out, come out? I oughta hope you…"

It's Caryn: With a big mining like red flashlight.

Her open buttoned dark purple shirt is all torn and she can barely stand. But, she's holding out fairly well: Given that about two weeks have passed since the jeep crashed.

Still in his Spider-man costume… Peter says weakly, "hey."

Caryn faintly smiles, "hey. I'm so thankful you're alive."

She's already pulling him in close. But, he looks a little uncertain.

With a slightly annoyed roll of her eyes… Caryn wonders, "all right. What is it?"

Peter checks awkwardly, "where's John and Dr. Kafka, and the rest of…?!"

With a soft chuckle, Caryn mostly assures him, "relax, fighter. They're all fine. Well…not so much Cletus or Eddie. But, the hell with them as far as I figure."

Peter comments uneasily, "yeah. Funny you should mention that. But…thanks."

Caryn adds, "no problem."

Peter checks, "you sure though we shouldn't get cleaned up…before…?"

Kind of amused… Caryn softly chuckles again, "there'll be plenty of time for that. Now, stop worrying for one second so I can kiss you." Peter embarrassedly figures, "ok."

They both smile bright…as they kiss in a warm embrace like there's no tomorrow.

In a few days time…

Wayne Markley, believed lost in the fallout of Ravencroft, has left in overwhelming grief. Hoping to make amends for a lifetime of ignorance…he uses his fully realized perception powers to become the anonymous head of the Life Foundation: Created to help form powerful government agents against alien threats like symbiotes.

With mountains of paperwork lost…what's left of the company he was formerly with is remaking itself. And, their new name is Alchemax: With a golden A symbol.

A few weeks later…

There's a knock on Peter's marble like white door.

All dressed up in a tuxedo, Peter calls out, "I'm coming!"

He opens the door…to see Mary Jane in a all dark blue dress, arm in arm with the now dyed blond haired Ben Reilly in a bluish gray T-shirt under a brown overcoat.

Kind of awkwardly stunned, Peter goes, "o…k."

Kind of jovially, Ben Reilly suggests, "she deduced our spider themes on her own, genius. No need to go all emo on us."

Mary Jane faintly chuckles, "oh, Ben. Don't mind him. He's just…"

Peter insists casually, "…joking. I know. But, thanks."

With a smile, Mary Jane adds, "no problem. You ready for a night on the town?"

Peter reasons, "uh, yeah. Whenever." Mary Jane goes, "great." Smiling brightly, Peter figures, "yeah. It really is. So…does Mary Jane know about you being a cl…?"

Ben Reilly quickly says, "close lookalike? Yes. I get that a lot. Can we go now?"

Mary Jane rolls her eyes.

With a defeated wave of his hands, Peter lowly says, "all right! God! And, you say I'm full of drama." Ben Reilly comments, "har de har har."

Mary Jane just chuckles again, as Peter closes the door behind them.

And, through one of the apartment windows… There's a Spider-signal. It's giving way to signal lights playing of everyone that ever stood behind Peter Parker…and of a smiling Peter Parker himself right in center.

 **A Spectacular Final Curtain…Or The Start Of Spin Off Fanfiction?**

 **Please Feel Free To Comment On Or Continue This Storyline**


End file.
